Global Data Agreement
Introduction and Instructions:This document is for an applicant intending to receive a data feed containing quotation and/or trade information or other datafrom Nasdaq, Inc. and its subsidiaries and affiliates (collectively “Nasdaq”). This introduction page is intended solely for
informational purposes and should not be considered as an agreement or an amendment to any agreement with Nasdaq.
The Information (as that term is defined herein) can be received directly from Nasdaq, through an approved Nasdaq extranet or
through an authorized data feed provider or Redistributor. An applicant who intends to receive Information directly from Nasdaq
may also be required to procure the necessary communications lines via an approved Nasdaq extranet or other provider.
Applicants must follow the procedures outlined in the applicable Nasdaq Data Policies accessible via the Nasdaq Trader website(http://nasdaqtrader.com/Trader.aspx?id=GDP_Ops).
In the United States, Nasdaq may maintain a registration with the Securities and Exchange Commission (“SEC”) as a registeredsecurities information processor pursuant to Section 11A of the Securities Exchange Act of 1934 (the “Exchange Act”). Outside
the U.S., Nasdaq may likewise be subject to regulatory obligations of a Financial Services Authority (“FSA”) in Sweden, the United
Kingdom or elsewhere. As such, Nasdaq is obligated to offer terms that are not unreasonably discriminatory between applicants,
Distributors and Recipients, subject to such orders, rules or regulations as the SEC or an applicable FSA may adopt. For Information
disseminated from Nasdaq Markets in the United States, Nasdaq will not make any changes to the Agreement that are inconsistent
with Section 6(b) of the Exchange Act and undertaking #5 in www.sec.gov/litigation/admin/3437538.txt. For Information
disseminated from European data centers, Nasdaq will similarly adhere to all statutory and regulatory obligations.
In order to receive data feeds, the applicant must complete the following:1). Nasdaq Global Data Agreement - Summary (“GDA Summary”):
The Nasdaq GDA Summary references the following documents, and Distributors are required to adhere to the terms of these
documents per the GDA Summary:• Nasdaq Global Data Agreement — Summary• Nasdaq Global Data Agreement — Terms and Conditions• Nasdaq Global Data Price List
• Nasdaq Requirements2). Nasdaq Global Data Agreement Execution.
Applicants interested in receiving information services must execute one (1) copy of the Nasdaq Global Data Agreement
accessible on the Nasdaq Trader website. Execution entails having an authorized officer sign in the name of the applicant
organization.
After completion of the above documents, submit the signed copy of the entire Global Data Agreement (Summary and Terms
and Conditions) to DataOps@nasdaq.com.
If your firm prefers to mail the documents, please use the following address:
Nasdaq Global Data Products
805 King Farm Boulevard, Rockville, MD 20850 USA
Phone US Office: +1 301 978 5307 or European Office: +45 33 93 33 66
Fax: +1 301 978 5295
Please allow a minimum of two (2) weeks for Nasdaq to process your submission.
Please direct questions to DataOps@nasdaq.com or +1 301 978 5307 or +45 33 93 33 66.

Global Data Agreement Summary
This Agreement is made by and between Nasdaq, Inc., a Delaware limited liability company whose principal place of businessis located at 151 W. 42nd Street, New York, New York 10036, and the Distributor, as identified below.
WHEREAS, Nasdaq has developed a System which enables eligible individuals or entities to receive certain Information, asthat term is more fully defined herein, relating to a) eligible securities or other financial instruments, markets, products,
vehicles, indicators or devices; b) persons regulated by, or to activities of, Nasdaq; c) information, data and services offeredby Nasdaq from other sources; or d) other information and data from Nasdaq; andWHEREAS, Distributor, representing that it is eligible to do so, is desirous of receiving the Information; andWHEREAS, Distributor, acknowledges that different terms may apply to the receipt of different Information, depending on
the Nasdaq Market that is the source of the Information, as further set forth herein.
NOW THEREFORE, in consideration of the premises and the mutual covenants and conditions herein contained, the parties,
intending to be legally bound, agree as follows:
1. General Definitions; European Market Definitions and Interpretation.
1.1 General Terms. The following terms, when used in this Agreement, shall have the meanings set out below:"Agreement" shall mean this Nasdaq Global Data Agreement - Summary, together with the Nasdaq Global Data Agreement- Terms & Conditions, the Attachments, as added to, deleted from or amended from time-to-time.
“Affiliate” shall mean any individual, corporation, company, partnership, limited partnership, limited liability company, trust,association or other entity that, directly or indirectly through one or more intermediaries, controls, is controlled by or is undercommon control with such party.
“Attachments” shall mean any attachments, addenda, cover sheets, amendments and materials referenced herein, including,but not limited to, the Nasdaq Requirements, as any of these items may be added to, deleted from or amended from timeto-time.
“Distributor” shall mean Distributor and its Affiliates, as identified in writing to Nasdaq.
“European Markets” shall mean Nasdaq Stockholm AB, Nasdaq Oslo ASA, Nasdaq Helsinki Ltd, Nasdaq Copenhagen A/S,
Nasdaq Tallinn AS, Nasdaq Riga AS AB Nasdaq Vilnius and Nasdaq Iceland hf.
“Information” shall mean certain data and other data disseminated that has been collected, validated, processed and recordedby the System or other sources made available for transmission to and receipt from either a Redistributor or from Nasdaq
relating to: a) eligible securities or other financial instruments, markets, products, vehicles, indicators or devices; b) activities
of a Nasdaq Company; c) other information and data from a Nasdaq Company. Information also includes any element ofInformation as used or processed in such a way that the Information can be identified, recalculated or re- engineered fromthe processed Information or that the processed Information can be used as a substitute for Information.
“Nasdaq Markets” shall mean the regulated securities and options exchange subsidiaries of Nasdaq and other unregulated
subsidiaries of Nasdaq, including, but not limited to, The NASDAQ Stock Market (“NASDAQ”), the European Markets, Nasdaq
BX (“BX”), Nasdaq PHLX (“PHLX”), and the Philadelphia Board of Trade (“PBOT”). The Nasdaq Markets are each a “Nasdaq
Market.”“Nasdaq Requirements” shall mean (i) the rules, regulations, interpretations, decisions, opinions, orders and otherrequirements of the SEC or an FSA, as may be applicable based upon the Nasdaq Market from which the Information isreceived ; (ii) the rules and regulations, disciplinary decision and rule interpretations applicable to Nasdaq Markets (iii) the
Nasdaq Markets' decisions, policies, interpretations, operating procedures, specifications, requirements and otherdocumentation that is regulatory or technical in nature (including, but not limited to, user guides) published on the NASDAQ
Trader website located at www.NASDAQTrader.com or another website accessible by and made known to Distributor; and(iv) all other applicable laws, statutes, rules, regulations, orders, decisions, interpretations, opinions and other requirements,
whether promulgated by the United States, England, Sweden or any other applicable jurisdiction (including in the area ofintellectual property); and (v) the successors, as they may exist at the time, of the components of the Nasdaq Requirements.
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“Nasdaq” shall collectively mean Nasdaq, Inc., a Delaware corporation and its subsidiaries and Affiliates.
“Nasdaq Trader” shall mean the website located at www.NASDAQTrader.com or its successor site(s).
“System” shall mean any system Nasdaq has developed for the creation and/or dissemination of Information.
“Glossary of Terms” included in Nasdaq Global Data Agreement - Terms and Conditions. Other capitalized terms shall havethe meaning set out in the Glossary of Terms.
1.2 European Market Definitions & Interpretation. Where, and to the extent that, the Distributor is licensing, distributing orotherwise using Information under this Agreement from any European Markets (or any other Nasdaq market under thejurisdiction of the European Securities and Markets Authority, or its successor), then the term “Distributor” within theAgreement or otherwise referenced in any Nasdaq Requirements shall be replaced with the term “Customer”. For thispurpose, “Customer” shall be defined as the natural and/or legal person who signs the Agreement with Nasdaq and is
invoiced for the European Market data fees (if applicable). Additionally, for purposes of the European Markets, theAgreement shall be deemed a so-called ‘market data license agreement’.
2. Scope of Agreement.
2.1 Nasdaq grants to Distributor a worldwide, non-exclusive, non-transferable license to receive use, process and store theInformation during the term of this Agreement only for the purpose of providing the Information in accordance with the
Nasdaq Requirements and approved by Nasdaq and not for any purpose inconsistent with the terms of this Agreement.
Distributor may not sell, lease, furnish or otherwise permit or provide access to the Information in any manner not previously
approved by Nasdaq in writing.
2.2 Distributor accepts the terms and conditions of this Agreement and guarantees and accepts full responsibility for theactions or inactions of all of its Affiliates under this Agreement as if such action or inaction were that of Distributor.
2.3 Nothing in this Agreement will create or be deemed to create a partnership or agency relationship between the parties
to the Agreement.
3. Term and Termination.
3.1 The original term of this Agreement shall commence on the earlier of (i) the date of this Agreement or (ii) the date theInformation is provided but not earlier than January 1, 2009.
3.2 Unless this Agreement is otherwise terminated, the term shall continue until this Agreement is terminated by at least
ninety (90) days prior written notice by Nasdaq or by at least thirty (30) days prior written notice by Distributor, with expiry
effective at the end of a calendar month.
3.3 Either party shall have the right to terminate this Agreement in accordance with the provisions of the Nasdaq Global
Data Agreement Terms and Conditions.
4. Entire Agreement, Modifications.
4.1 This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, andsupersedes all prior negotiations, communications, writings and understandings.
4.2 Either party may only modify this Agreement in accordance with the provisions of the Nasdaq Global Data Agreement Terms and Conditions. Nasdaq is obligated to offer terms that are not unreasonably discriminatory between applicants andDistributors and Recipients, subject to such orders, rules or regulations of the SEC or an FSA, and as such, Nasdaq will not
agree to any material term, condition or provision more favorable to a third party, than such material terms, conditions andprovisions applicable to Distributor. For Information disseminated from Nasdaq Markets based in the United States andsubject to SEC oversight, Nasdaq will not make any changes to the Agreement that are inconsistent with Section 6(b) of the
Exchange Act and undertaking #5 in www.sec.gov/litigation/admin/3437538.txt. For Information disseminated fromanother Nasdaq Market, Nasdaq will similarly adhere to all applicable regulatory obligations of an FSA.
5. Affiliates.
If this Agreement will be applicable to an Affiliate, Distributor must submit a list of any such Affiliate(s) to Nasdaq. By
submitting the names of its Affiliate(s), Distributor agrees that the contact information set forth herein shall be deemed to
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be the contact information for each Affiliate and that DISTRIBUTOR SHALL ASSUME ALL RESPONSIBILITY FOR AND WILL HOLD
HARMLESS AND INDEMNIFY Nasdaq AGAINST ANY ACTION OR INACTION BY AN AFFILIATE AS IF SUCH ACTION OR INACTION
WERE THAT OF DISTRIBUTOR, AND, DISTRIBUTOR AND ITS AFFILIATE(S) SHALL BE JOINTLY AND SEVERALLY LIABLE FOR ALL
ACTIONS AND/OR INACTIONS OF THE OTHER(S). All of the rights and licenses granted to Distributor under this Agreement
will apply to such Affiliates(s) to the same extent as applicable to Distributor.
6. Assignment.
6.1 This Agreement shall inure to the benefit of and shall be binding upon the parties hereto and their respective permitted
successors or assigns.
6.2 Neither party shall assign this Agreement (including by operation of law) without the prior written consent of the otherparty, and such consent not to be unreasonably withheld, provided however, that: (a) Nasdaq may assign this Agreement inpart or in whole to one of its Affiliates or subsidiaries, without the prior written consent of the other party; and (b) Distributor
may assign this Agreement in whole (but, for the avoidance of doubt, not any of the Attachments) to one of its Affiliates or
subsidiaries, without the prior written consent of Nasdaq, provided that Distributor is not currently in breach of this Agreement
or delinquent in any fees owed.
7. Governing Law; Construction.
For Information received, this Agreement shall be deemed to have been made in the jurisdiction of the applicable Nasdaq
Market as detailed in Appendix 1.
8. Notices; Notification of Changes.
a. All notices and other communications (except for invoices) required to be given in writing under this Agreement shall bedirected to the signatories or, in the alternative, to the individuals identified in subsections (I) and (II) below Nasdaq may also
post the applicable notice or other communication on the NASDAQ Trader website (or successor thereto) and any such notice
shall not be required to be directed to the signatories or individual identified in subsection (I). Distributor may update
Subsection (I) upon notice to Nasdaq.
b. Notices shall be deemed to have been duly given by any one (or more) of the following methods,:(i) upon actual receipt (or date of first refusal) by the parties,or(ii) upon constructive receipt (or date of first refusal) if sent by certified mail, return receipt requested, or any other delivery
method that actually obtains a signed delivery receipt, to the following addresses or to such other address as any party
hereto shall hereafter specify by prior written notice to the other party or parties below, or(iii) upon posting the notice or other communication on the NASDAQ Trader website or a successor site, or(iv) upon receipt, if a valid email address is provided and remains current, Nasdaq may give notice to or communicate withDistributor by email addressed to the persons identified in subsection (a) or to such other email address or persons as
Distributor shall hereafter specify by prior written notice. By providing an email address, Distributor agrees that any
receipt received by Nasdaq from Distributor’s service provider or internet computer server indicating that the email wasreceived shall be deemed proof that Distributor received the message. If Distributor cannot see or print all or any portionof the message, Distributor agrees that it is Distributor’s responsibility to contact Nasdaq at +1 301 978 5307.

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(I) If to Distributor:
Contact Name:
Title:
Address:

Telephone #:Fax #:
Email:
With, in the event of notices of dispute or default, a required
copy to:(II) If to Nasdaq:
Nasdaq, Inc.
805 King Farm Boulevard
Rockville, MD 20850
USA
Phone: +1 301 978 5307,#2 or +45 33 93 33 66
DataOps@nasdaq.com
With, in the event of notices of default or dispute, arequired copy to:
Nasdaq, Inc. Office of GeneralCounsel Attn: Contracts Group805 King Farm Boulevard
Rockville, MD 20850

IN WITNESS WHEREOF, the parties hereto have caused this Agreement, and the Terms and Conditions attached hereto andincorporated by reference, to be executed by their duly authorized officers.
Distributor: ________________________________________(PRINT NAME OF FIRM)
By: _______________________________________________(SIGNATURE)
Name of
Signatory: ___________________________________________(PRINT NAME OF SIGNATORY)
Title: _____________________________________________(AUTHORIZED OFFICER)
Date: _____________________________________________

Distributor's Principal Place of Business:_____________________________________________
Identification of Distributor:a) type of entity, i.e., corporation, limited
partnership, general partnership, sole
proprietorship, etc.:_____________________________________________b) state or country of incorporation or registration, if
applicable:_____________________________________________

Nasdaq, Inc. on behalf of Nasdaq and the Nasdaq Markets
Signature: _________________________________________Name of
Signatory: ___________________________________________
Title: ______________________________________________
Date: ______________________________________________

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Global Data Agreement Terms & Conditions
1. DEFINITIONS.
(a)“Act” shall mean the Securities Exchange Act of 1934, applicable only to Information disseminated from a Nasdaq
Market in the United States.

(b)"Claims or Losses" shall mean any and all direct liabilities, obligations, losses, damages, penalties, claims, actions,suits, judgments, and reasonable costs and expenses of whatever nature, whether incurred by or issued against a
Party, including, without limitation: (i) indirect, special, punitive, consequential, or incidental loss or damage(including, but not limited to, trading losses, loss of anticipated profits, loss by reason of shutdown in operation or
increased expenses of operation, or other indirect loss or damage); and (ii) reasonable administrative costs,
litigation costs, and auditors’ and attorneys’ fees, both in-house and outside counsel, and related disbursements.

(c)“Nasdaq Confidential Information” shall mean the confidential information, data, or techniques that, in the courseof performance of the Agreement, Distributor may obtain from Nasdaq.

(d)“Data Feed Recipient” shall mean any Recipient outside of Distributor that (i) receives Information from theDistributor and (ii) for which the Distributor cannot substantially control the Information for the purpose ofreporting usage or qualification.

(e)“Derived Data” shall mean any information generated in whole or in part from the Information such that the
information generated cannot be reverse engineered to recreate the Information, or be used to create other datathat is recognizable as a reasonable substitute for such Information.

(f)“Distributor Invoiced Recipient” shall mean any Recipient that, per Nasdaq’s decision, are charged or assessed byDistributor for the Information.

(g)“Distributor’s Service” shall mean the goods or services provided by Distributor, whether internally or externally,
which is based on or uses the Information or of which the Information is apart.

(h)“Distributor’s System” shall mean one or more of Distributor’s systems which meet the specifications (including,but not limited to, interface and operational requirements) set forth by Nasdaq through which Distributor accesses
the Information and distributes Distributor’s Service.

(i)“External Recipient” shall mean any Recipient not affiliated with the Distributor that receives Information where
the Distributor can substantially control the Information for the purpose of reporting usage or qualification.

(j)“FINRA” shall mean the Financial Industry Regulatory Association.

(k)“FSA” shall mean a Financial Services Authority in Sweden, the United Kingdom, or other jurisdiction other than the
United States.

(l)“Internal Recipient” shall mean any Recipient affiliated with the Distributor that receives Information where theDistributor can substantially control the Information for the purpose of reporting usage or qualification.

(m)“Nasdaq Invoiced Recipients” shall mean any Recipient that Nasdaq chooses to invoice, as distinguished from
Distributor Invoiced Recipients.

(n)“Nasdaq Specifications” shall mean the specifications, as the same may be amended from time to time with which
Distributor’s System must comply, which specifications are available from Nasdaq upon request.

(o)“Other Information” shall have the meaning given to it in Section 4(a) of this Agreement.

(p)“Recipient” shall mean any natural person, proprietorship, corporation, partnership, or other entity whatsoever thatreceives Information from the Distributor.

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(q)“Redistributor” shall mean another distributor (i) from which Distributor receives the Information and (ii) for whichsuch distributor cannot substantially control the Information received by the Distributor for the purposes ofreporting usage and qualification.

(r)“Service Facilitator” is a natural person, proprietorship, corporation, partnership, or other entity whatsoever
receiving Information from Distributor for the sole purpose of facilitating dissemination of Information throughDistributor’s Service in accordance with the terms and conditions of this Agreement.

(s)“Third Party Information Providers” shall mean those individuals and entities that provide information, goods andservices to Nasdaq in connection with the creation of the Information. Such information, goods and services shallbe included in the definition of Information.

2. AGREEMENT TO PROVIDE INFORMATION; COMPLIANCE WITH NASDAQ DATA REQUIREMENTS; DISTRIBUTORWARRANTY.
Until this Agreement is terminated, cancelled or rescinded pursuant to its terms, Nasdaq agrees to provide to Distributor, either
directly or from a Redistributor, on the terms and conditions set forth herein, the Information, as described in this Agreement
or in the Nasdaq Requirements, that Distributor requests and to which Distributor is eligible to receive under the Nasdaq
Requirements. Distributor warrants that it will only use the Information, in compliance with this Agreement.
3. NASDAQ’S SYSTEM, CHARGES.
Distributor acknowledges and agrees that nothing in this Agreement constitutes an undertaking by Nasdaq to continue: (a) the
Information, the System, or any aspect of either, in the present form or configuration or under the current Nasdaq Specifications
or with the current Distributor’s System; or (b) to use existing communications facilities. Nasdaq, in its sole discretion, may makechanges, modifications and/or deletions other than routine modifications, additions or deletions, from time to time, (a) to the
Information, the System, or any aspect of either; (b) to the Nasdaq Specifications; (c) to its communications facilities; or (d) to
Nasdaq’s decisions, policies, operating procedures, requirements, and other documentation (including, but not limited to, user
guides). Nasdaq shall undertake reasonable efforts to notify Distributor with at least thirty (30) days notice of any non-materialchanges and at least ninety (90) days notice of any material modification, addition or deletion, except to the extent a shorter
period is (a) otherwise permitted herein, (b) required due to a malfunction in the System or Information or other emergency
situation that necessitates modifications, additions or deletions on an accelerated basis or otherwise precludes such advancenotice; or (iii) required pursuant to an order of a court, an arbitrator, or a regulatory agency. Notwithstanding the foregoing,
any changes in the charges for, or associated with, the Information may be made on thirty (30) days notice to Distributor, but
Nasdaq shall make commercially reasonable efforts to provide at least ninety (90) days notice to Distributor. Receipt or use of
the Information after the applicable notice period for any modification, addition or deletion shall constitute acceptance of
the Information, the System, the Nasdaq Specifications, or other decisions, policies, operating procedures, requirements, orother documentation as so changed.
4. LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS.
(a) If the interface with the System or usage of Information identified by Distributor in accordance with the Nasdaq
Requirements enables Distributor to receive information for which Distributor has not been authorized (“Other Information”)
or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor
shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. Nasdaq
shall have the right to monitor Distributor’s usage of Information to ensure compliance with this Section including throughmanual and/or auto extraction of Information from Distributor’s System or Service notwithstanding any terms of service orother agreement governing such Distributor’s System or Service. If Nasdaq becomes aware of the fact that Distributor isreceiving or distributing such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other
Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise
knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other
Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly
furnished or used the Other Information if Distributor intentionally undertakes to interface with the System or otherwise uses
the Information other than as identified by Distributor in accordance with the Nasdaq Requirements or undertakes any efforts
to market Distributor’s Service that is based on, uses or intentionally distributes the Other Information or of which theVersion 4.8
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Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes
under this Agreement.
(b) Distributor represents and warrants that the usage of Information identified by Distributor in accordance with the Nasdaq
Requirements, including, but not limited to, the data processing equipment, software, and communications facilities related
thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes
set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but notlimited to, retransmission or reprocessing, unless expressly described in in accordance with the Nasdaq Requirements, isprohibited, and such approval shall not be unreasonably withheld.
(c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating
derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any
manner not provided in accordance with the Nasdaq Requirements, Distributor may do so by submitting a revised usage ofInformation and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use
approved.
(d) Distributor shall be entitled to change the display format identified by Distributor in accordance with the Nasdaq
Requirements; provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail,as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes
in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of nonmaterial changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter
any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s priorwritten approval.
(e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in
violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrityof the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; and (iv) not torender the Information inaccurate, unfair, uninformative, fictitious, misleading, or discriminatory. Distributor represents that it
will not interfere with or adversely affect any of the component parts or processes of the Information or the System, or any use
thereof by any other authorized individuals or entities, or the distribution or operation of the Information or the System. If
Distributor becomes aware of any unauthorized use by a Recipient, Distributor shall notify Nasdaq immediately of such use.
(f) Distributor may use, on its premises, the Information in connection with use identified by Distributor in accordance with the
Nasdaq Requirements, without charge (except for any taxes, charges or assessments (other than taxes imposed on the net
income of Nasdaq) by any foreign or domestic national, state, provincial or local government bodies, or subdivisions thereof,
and any penalties or interest relating to the provision of the Information to Distributor), for advertisement, demonstration,
product development, technical operations, monitoring of data quality and customer service. Distributor may also make limiteduse, off its premises, of the Information, as part of the Distributor’s Service, for sales and marketing purposes (including, but notlimited to, use at trade shows) and for demonstration purposes to potential clients. Upon request, Distributor shall provide
Nasdaq or its designee with information about, and demonstrate, such non-fee liable uses. All other provisions of this Agreement
shall remain applicable, including, without limitation, audit by Nasdaq. Use of the Information by Distributor for securities
transactions or to support the trading of securities by Distributor’s clients shall be considered a fee-liable use.
(g) Each Distributor that provides data predominantly to External Recipients agrees that during the term of this Agreement, andupon request from Nasdaq, will provide at no cost to Nasdaq, two (2) subscriptions to Distributor’s Service together with theequipment, if equipment is required to receive the Information, used to receive and to display or communicate the Distributor’sService and the related telecommunications facilities. Nasdaq represents and agrees that such subscriptions will be used solely
for purposes of monitoring the Information and demonstrating Distributor’s Service. Upon request, Distributor will makeavailable marketing materials and user guides for all components of the Distributor’s Service that include the Information.
(h) Distributor shall take reasonable security precautions to prevent unauthorized individuals or entities from gaining access to
the Information. Distributor shall comply with all reasonable security specifications or requirements of Nasdaq in order toprevent the Information from being improperly used or accessed or from being improperly taken. Distributor shall notify Nasdaq
promptly upon any breach in security procedures related to the Information of which it becomes aware.
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(i) Distributor acknowledges and agrees that, as between the two parties, subject to Section 4(j) below, Nasdaq has proprietary
rights in the Information and data that (i) originates on or relates to trading on any of the Nasdaq Markets; (ii) relates to activities
that are regulated or operated by one or more of the Nasdaq Markets, (iii) Nasdaq derives from Information and data thatoriginates on or relates to any Nasdaq Market, and (iv) compilation or other rights in information and data that Nasdaq gathersfrom other sources pursuant to separate agreements with those sources. Subject to Section 4(j) below, all Information, including
without limitation any and all intellectual property rights inherent therein or appurtenant thereto, shall, as between the twoparties, be and remain the sole and exclusive property of Nasdaq. Distributor shall not, by act or omission, diminish or impair in
any manner the acquisition, maintenance, and full enjoyment by Nasdaq, its licensees, transferees and assignees, of the
proprietary rights of Nasdaq in the Information and System. Distributor acknowledges and agrees that Third Party Information
Providers have exclusive proprietary rights in their respective information and data and services.
(j) Notwithstanding anything contained herein or the Nasdaq Requirements: (a) Nasdaq makes no proprietary claim to any
Derived Data; (b) Nasdaq acknowledges that Distributor retains all ownership and other rights associated with data that
Distributor or Distributor’s agent enters into the Service and/or the System as more fully reflected in the separate agreement
between Nasdaq and Distributor (“Distributor’s Data”); and (c) No provision in this agreement shall impair any right, interest or
use of Distributor’s Data granted by operation of SEC Rules or any other rule or law.
(k) Recipients may, on a non-continuous basis, furnish limited amounts of the Information to clients in written advertisements,
correspondence or other literature or during voice telephonic conversations not entailing computerized voice, automatedinformation inquiry systems or similar technologies.
5. PAYMENT; TAXES.
(a) Distributor agrees to pay to Nasdaq or Nasdaq’s designee the then effective charges as set forth in the Nasdaq Requirements,
provided on www.NASDAQTrader.com, or by notice, including, but not limited to, all applicable deposits and communications,facilities, electronic fund transfer fees, interest and late fees and/or penalties (including, but not limited to, charges incurred
after termination, cancellation, or rescission). Distributor agrees to pay the amounts accurately invoiced by Nasdaq, including
monthly adjustments for updated reporting. Unless otherwise set forth in the Nasdaq Requirements, Distributor shall remit the
charges no later than fifteen (15) days after the end of the calendar month for which charges are incurred. Distributor shall pay
Nasdaq, on demand or upon invoice, interest on any amounts due Nasdaq pursuant to this Agreement which are not paid withinsixty (60) days after the applicable due date. Interest shall accrue at a rate equal to the lesser of (i) nine percent (9%) per annumor (ii) the maximum amount permitted by applicable law, for the period commencing per for the period commencing sixty (60)days after the applicable due date and ending upon receipt of payment to Nasdaq. Nothing in this Agreement shall prevent
Distributor from separately charging its Recipients for the Distributor’s Service.
(b) Unless another form of billing is otherwise set forth in the Nasdaq Requirements, all Recipients shall be either Distributor
Invoiced Recipient or Nasdaq Invoiced Recipients; provided Recipients of Information from European Markets must be
Distributor Invoiced Recipients. Distributor is not required to actually invoice Distributor Invoiced Recipients, but, in any event,Distributor shall be responsible for the charges associated with the Distributor Invoiced Recipients. Distributor shall bear all riskof non-payment by Distributor Invoiced Recipients or by Recipients for whom Distributor is responsible for the charges. Nasdaq
will bear the risk of non-payment by Nasdaq Invoiced Recipients. Distributor shall reasonably cooperate with Nasdaq in any
lawful efforts by Nasdaq to collect unpaid charges due Nasdaq from current or former Nasdaq Invoiced Recipients. Distributor
may choose to pay Nasdaq any charges due on behalf of any Recipient. Upon Distributor's payment to Nasdaq on behalf of any
Recipient of any charges due hereunder, Distributor shall be subrogated to any and all rights of Nasdaq to recover such charges.
(c) In addition, for Distributor Invoiced Recipients, Distributor shall pay any taxes, including, but not limited to, any VAT, charges orassessments (other than taxes imposed on the net income of Nasdaq) by any foreign or domestic national, state, provincial or
local government bodies, or subdivisions thereof relating to the provision of the Information pursuant to this Agreement, and any
related penalties or interest. In addition, if Distributor or any Distributor Invoiced Recipients is required by applicable law to
deduct or withhold any such tax, charge or assessment from the amounts due Nasdaq, then such amounts due shall be increasedso that the net amount actually received by Nasdaq after the deduction or withholding of any such tax, charge or assessment,
will equal one hundred percent (100%) of the charges that are owed.
(d) All payments for Nasdaq Information products shall be made in immediately available funds, in the currency specified by
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Nasdaq by a check to Nasdaq, by electronic funds transfer to an institution of Nasdaq’s choosing or by any other form of payment
as specified by Nasdaq in Appendix 1.
6. DISTRIBUTOR REPORTING.
(a) Distributor shall comply with the applicable reporting requirements of Nasdaq as set forth in this Agreement and the Nasdaq
Requirements. Unless otherwise set forth in the Nasdaq Requirements, Distributor shall use reasonable efforts to provide suchreporting within fifteen (15) days of the end of the applicable reporting period set forth by Nasdaq in the Nasdaq Requirements
but Nasdaq shall not consider such reporting to be late until forty-five (45) days after the due date.
(b) Distributor is limited to a sixty (60) calendar-day grace period in which to revise or correct its original usage reporting in orderto obtain retroactive credits. The grace period begins on the due date of the original usage report, but is extended to the next
business day if the last day of the grace period coincides with a market holiday or weekend day. Nasdaq will not provide
Distributor with back credits for original or revised reporting received after the end of the grace period. Revised reporting could
include, but is not limited to, reclassification of Recipients, reporting of usage under alternative pricing structures and correctionof errors by Distributor. This Section 6 does not limit Distributor's liability to Nasdaq for underreporting of usage.
7. DISTRIBUTOR AUDIT.
(a) From time to time, and no more than once in any twelve (12) month period unless necessary due to suspected noncompliance with the material provisions of this Agreement, Nasdaq may cause Distributor's (i) records relating to the
Information, (ii) reports and payments relating to the Information, and (iii) all instruments, systems, services, platforms andapparatus used in connection with the receipt and/or use of the Information, to be reviewed by Nasdaq personnel and/or
auditors of Nasdaq’s choice. For avoidance of doubt, any such Nasdaq personnel or auditors shall not access, examine, observe,
review or in any way gain disclosure to any information of Distributor, which is protected under applicable banking secrecy
regulations. The audit shall be scheduled upon reasonable notice to Distributor, during Nasdaq Market normal business hours,
and conducted in locations where, as applicable, Distributor’s records are kept, where Distributor’s platforms or systems arelocated, and/or where Distributor uses the Information. Nasdaq shall respect Distributor security policies while performing theaudit. Nasdaq will make reasonable efforts to provide at least four (4) weeks advance written notice of the audit, unless theaudit is scheduled due to suspected material non-compliance. Distributor shall promptly provide information or materials in
response to any request for information relating to the Information. Distributor shall make available for examination all records,
reports, payments, and supporting documentation, and Distributor’s platforms and systems and Distributor’s Service necessary
in the judgment of the Nasdaq audit personnel to reach a conclusion as to the accuracy and completeness of: (i) Distributor'sreports to Nasdaq, (ii) the payments connected therewith, (iii) the description provided by Distributor in accordance with the
Nasdaq Requirements and (iv) compliance with this Agreement and the Nasdaq Requirements.
(b) Nasdaq shall endeavor to ensure that, where reasonably practicable, Distributor is provided with a preliminary audit
response within ninety (90) days following the completion of any audit. Nasdaq shall discuss the outcome of any such preliminary
audit response in good faith with Distributor or, at Distributor’s election, with Distributor’s designee.
(c) After receipt of the preliminary audit response, Distributor may then elect, at Distributor’s sole discretion and at theDistributor’s sole expense, to conduct a subsequent review to determine the magnitude of the non-compliance. This subsequent
review shall be completed and submitted to Nasdaq within ninety (90) days after the preliminary audit response is received byDistributor.
(d) If Nasdaq and Distributor are not able to reach agreement concerning the preliminary audit response nor the subsequent
review within ninety (90) days of Distributor’s receipt of the preliminary audit response, provided that Nasdaq has proceededwith such examination and audit in good faith in accordance with the provisions hereof, then Nasdaq’s determination (the “Final
Audit”) shall be deemed conclusive.
(e) If the Final Audit determines there is underreporting, underpayment or other financial non-compliance with this Agreement(and/or discloses additional underreported or underpaid amounts or other financial non-compliance), then such amounts shallbe remitted to Nasdaq, together with applicable interest as detailed in Section 5(a) within sixty (60) days of the completion of the
Final Audit. If Distributor fails to remit such additional amounts to Nasdaq by the end of this sixty (60) day cure period, Nasdaq
may, in its discretion at any time, with prior notice to Distributor, terminate as provided in Section 9 of this Agreement.
Distributor’s liability shall be limited to unpaid fees, together with interest, for the three (3) years preceding the earlier of the
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date that Distributor, Distributor's auditors or Nasdaq first knew or determined that such underreporting, underpayment orother financial noncompliance has occurred, plus any costs and expenses as set forth in Section 7(f) below, provided such
underreporting, underpaying or other financial non-compliance is a result of a good faith error by Distributor. If the Final Audit
discloses an overpayment, then Nasdaq will apply the overpayment for the sixty (60) days prior to the end of the period being
reviewed as a credit against amounts due from Distributor.
(f) If any underreporting, underpayment or other Distributor financial non-compliance is found to be equal to or greater thanten percent (10%) of the applicable reported number for any audited or unaudited period referred to herein, Distributor shall,in addition to remitting the fees and applicable interest due relative to such underreporting, underpayment or other financial
non-compliance, reimburse Nasdaq, as per Section 5 of this Agreement for any audit, legal or administrative costs and expenses
incurred to detect and rectify such underreporting, underpayment or other financial non-compliance, provided, however, thatsuch costs and expenses are incurred in good faith and are not unreasonable given the amount of work necessary to detect anddetermine the extent of, and the actual amount of, such underreporting, underpayment or other financial non- compliance.
(g) If the Final Audit reveals any material errors or omissions in the use identified by Distributor in accordance with the Nasdaq
Requirements, and/or other material non- financial non-compliance with the Nasdaq Requirements, Distributor shall submit an
updated use description and/or any other applicable materials demonstrating compliance with the Nasdaq Requirements,
where reasonably practicable, within ninety (90) days after receipt of the preliminary audit response If Distributor fails todemonstrate compliance during this cure period, Nasdaq may, in its discretion at any time, with prior notice to Distributor,
terminate as provided in Section 9 of this Agreement.
(h) If Distributor's payment of fees for Information is fixed, Nasdaq will, in lieu of a Distributor Audit, request relevant informationor documentation related to Distributor's use of the Information; provided, however, that Nasdaq shall retain the right, withreasonable Notice to Distributor, during normal business hours, to conduct a Distributor Audit on a Confidential basis of any
relevant documentation of Distributor to ensure that Distributor’s use of the Information conforms to the Nasdaq Requirements.
Such Distributor Audit may only take place once per calendar year and only if such Distributor Audit is deemed reasonably
necessary by Nasdaq due to suspected non- compliance by Distributor with the material provisions of this Agreement.
8. QUALIFICATION REQUIREMENTS; DISTRIBUTOR INDEMNIFICATION.
(a) Except as otherwise set forth in this Agreement, Distributor shall only furnish, or cause or permit to be furnished, all or any
part of the Information to a Recipient who, at the time of receipt thereof, is of a type qualified (as set forth in the Nasdaq
Requirements) to receive the Information from Distributor. Distributor agrees that Nasdaq may have different qualification
requirements for different Recipients, including, but not limited to different Recipients of different types of Distributor’s Services.
(b) All Data Feed Recipients must enter into a Nasdaq Global Data Agreement. For all other External Recipients, Distributor shallhave a legally valid and enforceable contract with such External Recipient that (i) governs the accounts held by External
Recipients with the Distributor through which the External Recipient is entitled to access the Information, including any
limitations on an External Recipient’s right to redistribute the Information, and (ii) includes the disclaimer detailed below or asubstantially similar disclaimer. Distributor shall indemnify Nasdaq and all of its officers, directors, employees, agents and Third
Party Information Providers (collectively, the “Nasdaq Indemnified Parties”) against any assertion of claims or losses relating
against the Nasdaq Indemnified Parties made by an External Recipient who receives the Information from Distributor (or any
person relying upon the Information received by such a Recipient) arising from Distributor’s election to distribute Information
to such External Recipient.
“© <Insert applicable year> Nasdaq, Inc. All Rights Reserved. The information, data, analysis and Information contained herein(i) include the proprietary information of Nasdaq, Inc. and applicable Nasdaq Market, (ii) are subject to applicable Nasdaq
Requirements (http://nasdaqtrader.com/Trader.aspx?id=GDP_Ops); (iii) may not be copied or further disseminated except as
specifically authorized by Nasdaq, (iv) do not constitute investment advice, (v) are provided solely for informational purposes and(vi) Nasdaq makes no warranties including that the information is complete, accurate or timely. Nasdaq and Nasdaq Market
bear no liability with respect to the data, analysis and Information.”(c) Distributor may use a Service Facilitator to facilitate the dissemination of Information in Distributor’s Service, provided that
Distributor has a legally valid and enforceable contract with such Service Facilitator, prior to distributing any Information to any
Service Facilitator, that: (i) includes all limitations on the Service Facilitator’s right to redistribute the Information; and (ii)
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protects Nasdaq and the Indemnified Parties to the same extent as if the Service Facilitator had signed a Nasdaq Global Data
Agreement with Nasdaq directly. Distributor shall indemnify the Nasdaq Indemnified Parties against any assertion of claims orlosses relating against the Nasdaq Indemnified Parties made by a Service Facilitator who receives the Information from
Distributor.
(d) If any Recipient fails to comply with any of the conditions, terms or provisions of this Agreement applicable to Recipients, its
agreement with Nasdaq and/or Distributor for the Information, or any other agreement between Recipient and Nasdaq, or has
made any representation in any such agreement which was or has become untrue, then Distributor shall, within five (5) businessdays after receipt of notice from Nasdaq of such failure or untruth, cease providing the Information to such Recipient and shall,
within ten (10) business days following the receipt of such notice, confirm such cessation by notice to Nasdaq. Distributor shallbe solely responsible for the acts and omissions of Internal Recipients. If a Recipient is to be terminated under this clause, thenNasdaq will request all Distributors to cease providing Information to such Recipients.
9. TERM AND TERMINATION.
(a) Notwithstanding the foregoing, this Agreement may be terminated by:(i) either party following material breach of this Agreement by the other, upon not less than thirty (30) days priorwritten notice to the breaching party, unless, if the breach is capable of being cured, the breach is cured within thenotice period;(ii) either party, immediately, in the event that the other party becomes insolvent; or the other party makes anassignment for the benefit of creditors; or the other party does not pay its debts as they become due or admits its
inability to pay its debts when due; or the other party files or has filed against it any petition under any provision of the
Bankruptcy Act or an application for a receiver, trustee, or custodian is made by anyone or other party becomes the
subject of any proceedings of bankruptcy, insolvency, reorganization, dissolution, receivership, liquidation or
arrangement, adjustment, or composition with creditors;(iii) Nasdaq, immediately, in the event that the Distributor is not permitted or not able to receive or Nasdaq isprevented from disseminating the Information, or any part thereof; or any representation, warranty or certification
made by Distributor in this Agreement or in any other document furnished by Distributor is, as of the time made or
furnished, materially false or misleading; Distributor proceeds with a proposed action which would result in a default
of its obligations or covenants under this Agreement or in a breach of any representation, warranty or certification,
which is material to the Nasdaq Markets for regulatory, commercial or other reasons, made by Distributor in connection
herewith, after Nasdaq has notified Distributor that such proposed action would constitute a default hereunderDistributor; Nasdaq may terminate for cause Distributor’s receipt of any other service or product provided by or on
behalf of Nasdaq; or Nasdaq, in its sole reasonable discretion, determines that any failure on the part of the Distributor
to comply with this Agreement has or is likely to have a materially adverse impact on the operation or performance of
the System, Information or a Nasdaq Market or likely to cause disproportionate harm to Nasdaq’s interests should
termination be delayed;(iv) Nasdaq, upon not less than thirty (30) days prior written notice, in the event that any representation, warranty or
certification made by Distributor in the Agreement or in any other document furnished by Distributor becomes untrue
or inaccurate and is not made true or accurate within the notice period.
(v) Nasdaq, upon not less than ninety (90) days prior written notice, should it determine that it will cease providing thesame type of Information to all other eligible individuals or entities that were receiving the same type of Information
as Distributor.
(vi) Distributor, upon not less than thirty (30) days prior written notice, should Distributor determine that it cannot
implement additional security requirements requested by Nasdaq under Section 4(h).
(b) Distributor acknowledges and agrees that the exercise by Nasdaq of the remedies set forth herein for failure of Distributor
to pay all charges, taxes, or assessments related to its receipt of the Information shall not be deemed or considered to be, and,to the extent permitted by applicable law, Distributor waives any right to represent or assert that any such exercise constitutes,
an act or omission or any improper denial or limitation of access to any Information or facility operated by Nasdaq as
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contemplated in: (i) Section 11A of the Act; (ii) any other provision of the Act; (iii) any rule or regulation adopted pursuant to
the Act; (iv) any FSA regulation; or (v) any other applicable statutory obligation.
(c) The right of termination set forth herein is in addition to any other remedy at law or in equity, consistent with thisAgreement, that is available to one party (including any individual Nasdaq Market) with respect to a breach by the other and isin addition to anything otherwise set forth herein.
10. REQUIREMENTS OF SELF-REGULATORY ORGANIZATION; ACTIONS TO BE TAKEN IN FULFILLMENT OF STATUTORYOBLIGATIONS.
Distributor acknowledges that Nasdaq may be under certain restrictions when offering the Information, as detailed inAppendix 1.
11. CONFIDENTIALITY; DATA PROCESSING.
(a) Under this Agreement, Nasdaq shall keep confidential the Distributor’s records, reports and payments that it or its designee
has reviewed or audited, and any other Distributor information or material reasonably considered to be of a confidential nature(whether or not designated as such). as well as any and all information received in connection with this Agreement, including
but not limited to, business, financial, operational, product, service and other information. Distributor acknowledges that it may
also obtain Nasdaq Confidential Information. All such confidential information shall be deemed confidential upon disclosure to
the recipient and any related confidential oral or written information shall be deemed confidential upon disclosure to therecipient. Subject to Section 11(b) (i), the recipient shall use such confidential information solely for use consistent with the
purposes of this Agreement; shall hold such confidential information in confidence; and shall not use, disclose, copy, or publish
any such confidential information without the prior written approval of the other party except as otherwise set forth herein. The
recipient shall take reasonable security precautions, at least as great as the precautions it takes to protect its own confidential
information, but no less than reasonable care, to keep confidential the Confidential Information of the disclosing party. The
recipient shall notify the disclosing party immediately upon discovery of any unauthorized use or disclosure of confidential
information, and will cooperate with disclosing party in every reasonable way to help disclosing party regain possession of theconfidential information and prevent its further unauthorized use or disclosure. The parties acknowledge that monetarydamages may not be a sufficient remedy for unauthorized disclosure of confidential information, and that disclosing party shallbe entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by acourt of competent jurisdiction.
(b) Nasdaq or the Distributor may disclose confidential information to the extent: (i) demanded by a court, arbitrator orgovernment agency with regulatory jurisdiction over one or more of the Nasdaq Markets or over Distributor or any judicial or
government order; (ii) necessary to fulfill any Nasdaq or Distributor regulatory responsibility, including any responsibility overmembers and associated persons under the Act; or (iii) necessary for Nasdaq and its employees, directors, and other agents touse consistent with the purposes of this Agreement. The duties in this Section 11 do not apply to data, information or techniquesthat are: (A) lawfully within a party's possession prior to the date of this Agreement and not under a duty of non- disclosure; (B)voluntarily disclosed to a party by a third-party so long as the party does not know that the third-party has breached any
obligation not to reveal such data, information or techniques; (C) developed by a party independently of the disclosure; or (D)is or subsequently becomes publicly available without recipient’s breach of any obligation owed disclosing party. All confidential
information is and shall remain the property of the disclosing party. By disclosing confidential information to recipient, disclosing
party does not grant any express or implied right to recipient to or under any patents, copyrights, trademarks, or trade secret
information except as otherwise provided herein.
(c) Nasdaq shall not disclose its audit findings to any third parties (other than to its directors, independent
consultants/subcontractors who are subject to confidentiality obligations or as otherwise set forth herein) and all information
learned in connection with an audit shall constitute Distributor’s confidential information. However, nothing herein shall prevent
Nasdaq from using the audit findings to the extent the findings are used in the aggregate with other information and suchaggregation does not (i) specifically identify Distributor or (ii) create a context where Distributor’s identity may be reasonably
inferred.
(d) In the course of providing the services to Distributor or in the submission of applicable reporting pursuant to theAgreement, Nasdaq may Process Personal Data as part of the services or in support of its rights (including, but not limited to, its
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audit and usage review rights) under this Agreement. Distributor shall provide to Nasdaq such Personal Data as reasonably
requested by Nasdaq to perform the Services and enforce its rights (including, but not limited to, its audit and usage review rights)
under this Agreement. The Parties agree to comply with provisions of the Data Processing Addendum(http://www.nasdaqtrader.com/content/AdministrationSupport/AgreementsData/GDA-DPA.pdf) with respect to any
Personal Data Processed by Nasdaq, each acting reasonably and in good faith. With respect to individuals’ whose Personal Data
is Processed by Nasdaq, the current publicly-posted Privacy Policy (http://nasdaqtrader.com/Trader.aspx?id=Privacy) shallapply to such Processing. Distributor agrees to refer any individual whose Personal Data may be processed by Nasdaq to thePrivacy Policy with respect to the individual’s rights with respect to such Processing by Nasdaq. Terms not otherwise defined inthis Agreement shall be defined in the Data Processing Addendum.
12. NASDAQ WARRANTIES; DISCLAIMERS OF WARRANTIES.
NASDAQ WILL MAKE COMMERCIALLY REASONABLE EFFORTS TO OFFER THE INFORMATION AS PROMPTLY AND AS
ACCURATELY AS IS REASONABLY PRACTICABLE. NOTWITHSTANDING THE FOREGOING, DISTRIBUTOR ACKNOWLEDGES AND
AGREES THAT THE INFORMATION AND ANY AND ALL MATERIAL RELATED TO THE INFORMATION, INCLUDING, BUT NOT
LIMITED TO, THE SPECIFICATIONS, ARE BEING PROVIDED “AS IS” WITH NO WARRANTIES OTHER THAN THOSE WARRANTIESEXPRESSLY SET FORTH IN THE DISTRIBUTOR AGREEMENT. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE AS A
RESULT OF A FAILURE BY NASDAQ TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, NASDAQ WILL ENDEAVOR,
GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENTTHAT THE INFORMATION IS NOT AVAILABLE, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE
MATERIALLY AFFECTED FOR A CONTINUOUS PERIOD OF FOUR (4) HOURS OR MORE DURING THE TIME THAT NASDAQREGULARLY TRANSMITS THE INFORMATION, OR FOR MORE THAN A TOTAL DURATION OF TWELVE (12) HOURS IN A SINGLE
CALENDAR MONTH DURING THE TIME THAT NASDAQ REGULARLY TRANSMITS THE INFORMATION DURING A SINGLE
CALENDAR MONTH, DUE TO THE FAULT OF NASDAQ (EXCEPT FOR A REASON PERMITTED IN THE AGREEMENT), DISTRIBUTOR'S
OR ANY OTHER INDIVIDUAL'S OR ENTITY'S EXCLUSIVE REMEDY AGAINST NASDAQ SHALL BE, AT DISTRIBUTOR’S OPTION,EITHER A PRORATED CREDIT OR A PRORATED REFUND OF ANY MONIES DUE TO NASDAQ FROM DISTRIBUTOR (LESS MONIESREFUNDED OR CREDITED TO DISTRIBUTOR’S RECIPIENTS) FOR THE INFORMATION AT ISSUE FOR THE PERIOD AT ISSUE. SUCHCREDIT OR REFUND SHALL BE REQUESTED BY WRITTEN NOTICE TO NASDAQ WITH ALL PERTINENT DETAILS INCLUDED. IN
THOSE CASES WHERE DISTRIBUTOR RECEIVES SAID CREDIT OR REFUND ON BEHALF OF ITS RECIPIENTS, DISTRIBUTOR SHALL
PROMPTLY PROVIDE THE SAME CREDIT OR REFUND ON BEHALF OF NASDAQ TO DISTRIBUTOR INVOICED RECIPIENTS. BEYOND
THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR
STATUTORY (INCLUDING, WITHOUT LIMITATION, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY,FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR
COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE ORPURPOSE).
13. LIMITATION OF LIABILITY.
(A)
EXCEPT FOR CLAIMS ARISING FROM NASDAQ’S WILLFUL MISCONDUCT, AND/OR NASDAQ’S INDEMNIFICATION
AND/OR CONFIDENTIALITY OBLIGATIONS AS SET FORTH IN THIS AGREEMENT, NASDAQ AND ITS THIRD PARTY INFORMATIONPROVIDERS SHALL NOT BE LIABLE TO DISTRIBUTOR OR TO ANY OTHER PERSON FOR TRADING LOSSES, LOSS OF ANTICIPATEDPROFITS, LOSS BY REASON OF SHUTDOWN IN OPERATION OR FOR INCREASED EXPENSES OF OPERATION, OR FOR INDIRECT,
SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL LOSS OR DAMAGE OF ANY NATURE ARISING FROM ANY CAUSEWHATSOEVER, EVEN IF NASDAQ AND/OR ITS THIRD PARTY INFORMATION PROVIDERS HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR CLAIMS ARISING FROM DISTRIBUTOR’S WILLFUL MISCONDUCT, AND/OR
DISTRIBUTOR'S INDEMNIFICATION AND/OR CONFIDENTIALITY OBLIGATIONS AS SET FORTH IN THIS AGREEMENT,
DISTRIBUTOR SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL LOSS OR DAMAGE
OF ANY NATURE ARISING FROM ANY CAUSE WHATSOEVER, EVEN IF DISTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.
(B) NASDAQ SHALL NOT BE LIABLE TO DISTRIBUTOR OR TO ANY OTHER PERSON FOR ANY UNAVAILABILITY, INTERRUPTION,
DELAY, INCOMPLETENESS, OR INACCURACY OF THE INFORMATION THAT LASTS LESS THAN FOUR (4) CONTINUOUS HOURS
DURING THE TIME THAT NASDAQ REGULARLY TRANSMITS THE INFORMATION, OR FOR LESS THAN TWELVE (12) HOURS
DURING THE TIME THAT NASDAQ REGULARLY TRANSMITS THE INFORMATION DURING A SINGLE CALENDAR MONTH OR IF
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THE INFORMATION IS MATERIALLY AFFECTED FOR LESS THAN FOUR (4) CONTINUOUS HOURS DURING THE TIME THATNASDAQ REGULARLY TRANSMITS THE INFORMATION.
(C) EXCEPT WHERE NASDAQ IS INDEMNIFYING THE DISTRIBUTOR AS SET FORTH IN THIS AGREEMENT AND/OR IS IN BREACH
OF ITS CONFIDENTIALITY OBLIGATIONS UNDER THIS AGREEMENT, IF NASDAQ OR ANY NASDAQ COMPANY IS FOR ANY
REASON HELD LIABLE TO DISTRIBUTOR, OR TO ANY OTHER PERSON, FOR CLAIMS ARISING FROM THE INFORMATION,
WHETHER IN TORT OR IN CONTRACT, THE LIABILITY OF NASDAQ WITHIN A SINGLE YEAR OF THIS AGREEMENT (FROM THE
EFFECTIVE DATE OF THIS AGREEMENT) IS LIMITED TO AN AMOUNT OF DISTRIBUTOR’S DIRECT DAMAGES THAT IS ACTUALLY
INCURRED BY DISTRIBUTOR IN REASONABLE RELIANCE, AND WHICH AMOUNT DOES NOT EXCEED, AT DISTRIBUTOR’SOPTION, A MONTH'S CREDIT OR A MONTH'S REFUND OF THE AVERAGE MONTHLY AMOUNT PAID Nasdaq, CALCULATED OVER
THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THIS SUBSECTION SHALL NOT RELIEVE NASDAQ FROM LIABILITY FORDAMAGES THAT RESULT FROM ITS OWN GROSS NEGLIGENCE OR WILLFUL TORTIOUS MISCONDUCT, OR FROM PERSONALINJURY OR WRONGFUL DEATH CLAIMS.
(D) THE DISTRIBUTOR AND NASDAQ UNDERSTAND AND AGREE THAT THE PRICING FOR THE INFORMATION REASONABLY
REFLECTS THE ALLOCATION OF RISK AND LIMITATION OF LIABILITY SET FORTH IN THIS SECTION.
(E) NASDAQ SHALL NOT BE LIABLE TO DISTRIBUTOR OR TO ANY OTHER PERSON FOR THE UNAVAILABILITY, INTERRUPTION,
DELAY, INCOMPLETENESS OR INACCURACY OF INFORMATION FROM NASDAQ 'S THIRD PARTY INFORMATION PROVIDERS.
(F) NASDAQ SHALL NOT BE LIABLE TO DISTRIBUTOR OR TO ANY OTHER PERSON FOR THE UNAVAILABILITY, INTERRUPTION,
DELAY, INCOMPLETENESS OR INACCURACY OF INFORMATION OR DATA RECEIVED FROM A REDISTRIBUTOR OR FOR ANY ACTS
OR OMISSIONS OF A REDISTRIBUTOR.
14. FORCE MAJEURE.
Notwithstanding any other term or condition of this Agreement, none of Nasdaq, its Third Party Information Providers (but notother distributors) or Distributor shall be obligated to perform or observe its respective obligations under this Agreement (except
for regulatory obligations) if prevented or hindered from doing so by any circumstances found to be beyond its reasonable
control.
15. INDEMNIFICATION.
(a)Distributor shall defend, be liable to, indemnify, and hold the Nasdaq Indemnified Parties harmless from and against, any
and all Claims or Losses imposed on or asserted against any of the Nasdaq Indemnified Parties by third parties to the extent that
the Claims and Losses result from or relate to: (i) failure of Distributor, its employees, independent consultants/subcontractors,
directors, and other agents to comply with the terms and conditions of this Agreement; (ii) failure of Recipients to comply withthe terms and conditions of Nasdaq required agreements for the Information if Distributor has failed to notify Nasdaq of suchnon-compliance within ten (10) days after Distributor knows of such non-compliance, unless such Recipient is party to a Nasdaq
Global Data Agreement; (iii) any assertion of Claims or Losses relating to the subject matter or existence of this Agreement against
the Nasdaq Indemnified Parties made by a Recipient (or any person relying upon the Information received by such Recipient),
unless such Recipient is party to a Nasdaq Global Data Agreement, excluding any such assertion relating to acts or omissions of
Nasdaq; (iv) any assertion of Claims or Losses against the Nasdaq Indemnified Parties by Recipients relating to Nasdaq’s exercise
of its remedies against Recipients pursuant to this Agreement excluding any such assertion relating to acts or omissions of
Nasdaq, unless such Recipient is party to a Nasdaq Global Data Agreement; (v) breach of any warranty by Distributor; (vi) any
defense or participation by the Nasdaq Indemnified Parties in any action, suit, arbitration, or judicial or administrative
proceeding involving any Claims or Losses described in this section, or (vii) the receipt or use of the Information (including
representations about the Information) by Distributor, its employees, directors, and other agents contrary to the provisions of
this Agreement.
(b)Distributor's obligation to defend and indemnify under this Section 15(a) above shall be conditioned on the following (butany limits on Distributor’s obligations are only to the extent that Nasdaq’s failure to comply with the following has caused amaterial harm to Distributor’s ability to defend and indemnify): (i) Nasdaq shall promptly notify Distributor in writing of theclaim, action or allegation (but, in any event, in a time frame that does not prejudice the rights of Distributor or Nasdaq); (ii)Nasdaq shall cooperate fully with Distributor in the defense thereof and Distributor shall be liable to Nasdaq for Nasdaq’s
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reasonable expenses (excluding reimbursement for the time value of Nasdaq employees, directors, and/or other agents inproviding such cooperation); (iii) Distributor shall have sole control of the defense and all related settlement negotiations, but,upon Nasdaq's request, shall apprise Nasdaq of the status of any proceedings or negotiations. Distributor shall have a right todefend provided that Distributor demonstrates to Nasdaq’s reasonable satisfaction that it is financially able to defend suchaction and pay any judgment or settlement and counsel retained by Distributor is reasonably satisfactory to Nasdaq, and Nasdaq
shall not reasonably withhold or delay its approval with respect to such matters. Distributor shall not settle any action against
Nasdaq that in any way restricts or impairs Nasdaq’s intellectual property rights.
(c)
Nasdaq shall defend, be liable to, indemnify, and hold Distributor, its employees, directors, other agents, and Affiliates(“Distributor’s Indemnified Parties”) harmless from and against any and all Claims and Losses imposed on or asserted against
Distributor’s Indemnified Parties by a third party that the Information or Services as provided by Nasdaq infringes ormisappropriates any patent, trade secret, copyright or other proprietary rights of any person, save to the extent that such
infringement or misappropriation is attributable to a breach of this Agreement by Distributor. Nasdaq's obligation to defend andindemnify under this subsection shall be conditioned on the following (but any limits on Nasdaq’s obligations are only to theextent that Distributor’s failure to comply with the following has caused a material harm to Nasdaq’s ability to defend andindemnify): (i) Distributor shall promptly notify Nasdaq in writing of the claim, action or allegation (but, in any event, in a timeframe that does not prejudice the rights of Distributor or Nasdaq); (ii) Distributor shall cooperate fully with Nasdaq in the defense
thereof and Nasdaq shall be liable to Distributor for Distributor's reasonable expenses (excluding reimbursement for the timevalue of Distributor's employees, directors, other agents and affiliates in providing such cooperation); and (iii) Nasdaq shall havesole control of the defense and all related settlement negotiations, but upon Distributor's request, shall apprise Distributor of
the status of any proceedings or negotiations.
(d)Nasdaq shall not have the obligation to defend, indemnify and hold Distributor’s Indemnified Parties for any and all Claims
and Losses imposed on, incurred by or asserted against Distributor, its employees, directors, other agents and affiliates by any
fully adjudicated and non-appealable judgment or Nasdaq negotiated settlement as a result of any allegation of infringement
or misappropriation if the System, Information or any specifications have not been used in accordance with this Agreement
which resulted in such infringement or misappropriation or if Distributor uses the System, Information or any specifications after
Nasdaq notifies Distributor of a potential or actual infringement claim or to the extent it is based on use of a superseded versionof the System, Information or any specifications if such infringement or misappropriation would have been avoided by use of
the current version of the System, Information or specifications or if the infringement or misappropriation claim, action, or
allegation is the result of the combination, operation, or use of the System furnished timely to Distributor by Nasdaq,
Information or any specifications with hardware, software or materials if such infringement or misappropriation would havebeen avoided by the use of the System, Information or any specifications without such hardware, software or materials.
(e)
In the event of a claim, action or allegation of infringement or misappropriation or if, in Nasdaq's opinion, such a claim,
action or allegation is likely to occur or if the use of the System, Information or any specifications is enjoined because of
infringement or misappropriation, Nasdaq may, at its sole option and expense, (i) procure for Distributor the right to continue
using the System, Information or any specifications; (ii) replace or modify the System, Information or any specifications to be noninfringing, and require the return of the potentially infringing or misappropriating items, if applicable, without liability toDistributor or any other person; or (iii) terminate this Agreement immediately without liability to Distributor or any otherperson.
(f)This section and Section 8 set forth the entire liability and the exclusive remedy of Nasdaq for the infringement or
misappropriation of intellectual property.
16. NO GOVERNMENT RIGHTS.
This Agreement neither grants nor is intended to grant, directly or through Distributor, to any governmental entity or agency any
rights in technical data (including, but not limited to, software) as set forth in FAR Subpart 27.4 or any other regulation. Any suchrights of a governmental entity or agency in technical data (including, but not limited to, software) shall be determined by aseparate written agreement with NASDAQ.
17. CORPORATE NAMES; PROPRIETARY RIGHTS.
Distributor acknowledges and agrees that the Nasdaq has proprietary rights in certain names, including, but not limited to thenames and trademarks of the Nasdaq, Inc. and the Nasdaq Markets and Distributor shall not use these names in any way that
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would infringe upon such names and shall not use these names in any advertising or marketing materials, except with Nasdaq's
prior written consent. Distributor acknowledges and agrees that Nasdaq has proprietary rights in certain trademarks,
servicemarks, copyrights or patents, registered or unregistered, and Distributor shall not use these trademarks, servicemarks,
copyrights or patents, registered or unregistered, in any way that would infringe upon such marks, copyrights or patents. Nasdaq
acknowledges and agrees that Distributor has proprietary rights in Distributor’s name and Nasdaq shall not use Distributor’s namein any way that would infringe upon such name and shall not use the name in any advertising or marketing materials, without
Distributor’s prior written consent, which consent may be withheld in Distributor’s sole discretion, or subject to anotheragreement between the parties. Nasdaq acknowledges and agrees that Distributor has proprietary rights in certain trademarks,
servicemarks, copyrights or patents, registered or unregistered, and Nasdaq shall not use these trademarks, servicemarks,
copyrights or patents, registered or unregistered, in any way that would infringe upon such marks, copyrights or patents.
18. SUBSEQUENT PARTIES; LIMITED RELATIONSHIP.
Nothing in this Agreement, express or implied, is intended to or shall (a) confer on any person other than the parties hereto, or
their respective permitted successors or assigns, any rights to remedies under or by reason of this Agreement; (b) constitute theparties hereto partners or participants in a joint venture; or (c) appoint one party the agent of the other.
19. ENTIRE AGREEMENT.
All personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all othergenders, if and where applicable. The use of the singular in the Agreement shall include the plural, and vice versa. Section
headings are included for convenience only and are not to be used to construe or interpret this Agreement. All references
contained herein to sections or subsections shall refer to the sections or subsections of this Agreement, unless specific reference ismade to the sections or subsections of another document.
20. CLAIM TIME LIMIT.
In no event shall any claim, dispute, controversy or other matter arising pursuant to this Agreement (other than claims forfinancial non-compliance arising from an audit performed in accord with the provisions of Section 7 above) be made against
Nasdaq, Distributor, or any person claiming by or through either Nasdaq or Distributor, later than three (3) years after the claim,
dispute, controversy or other matter in question has arisen.
21. WAIVER OF CLAIMS.
Nasdaq, Distributor, any person claiming by or through Nasdaq and/or Distributor and their respective employees, directors, andother agents expressly waive any claims, disputes, controversies, and other matters not brought within the period set forth above.
22. AMENDMENT; WAIVER; SEVERABILITY, LOCAL LAW.
(a) Except as may otherwise be set forth in this Agreement, Nasdaq may alter any term or condition of this Agreement on ninety(90) days notice to Distributor, and any use of the Information after such date is deemed acceptance of the new term or condition.
The means of notifying Distributor of such new term or condition may include, but not be limited to, emailing such term or
condition to Distributor or posting such alteration on the Nasdaq Trader website or a successor site shall be as per the Summary,
Section 8. No failure on the part of Nasdaq or Distributor to exercise, no delay in exercising, and no course of dealing with respect
to any right, power, or privilege under the Agreement shall operate as a waiver thereof, nor shall any single or partial exercise ofany such right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or
privilege under this Agreement.
(b) Nasdaq will respect local banking legislation or other government legislation that Distributor is legally obligated to comply.
Further, if any of the provisions of this Agreement, or application thereof to any individual, entity or circumstance, shall to any
extent be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provisions to
individuals, entities, or circumstances other than those as to which they are held invalid or unenforceable, shall not be affected
thereby and each such term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted bylaw.
(c) The parties shall not commit, authorize or permit any action which would cause either party and/or any of its Affiliates to bein violation of any applicable anti-bribery law or regulation. Each party agrees that it will neither offer or give, or agree to give,to any employee, representative or third party acting on behalf of the other party, nor accept, or agree to accept from any
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employee, representative or third party acting on behalf of the other Party, any unlawful payment, compensation or
remuneration, be it monetary or other thing of value, in connection with the negotiation, execution, conclusion, or the
performance of this Agreement. The parties shall promptly notify each other if they become aware of any breach of this provision,and either party may terminate this Agreement with immediate effect in the event of such a breach by the other party.
(d) In the event of a conflict between these Terms and Conditions and the Summary or the Introduction and Instructions, theterms of these Terms and Conditions shall apply.
23. SURVIVAL OF PROVISIONS.
The terms of Sections 1, 4 (i), 5, 6, 7, 11, 12, 13, 15, 16, 17, 18, 20 and 21 shall survive the completion of performance or any
termination of this Agreement.
24. COUNTERPARTS.
This Agreement may be executed in one or more counterparts, which shall each be considered an original, but all of which
together shall constitute one and the same Agreement.

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Global Data Agreement Appendix 1
1. INFORMATION. Nasdaq offers Information from the following Nasdaq Markets and may offer Information from otherNasdaq Markets or other entities, a full list of which is available on www.NASDAQTrader.com. Your receipt of data from anotherNasdaq Market, even if not set forth below, will constitute your acceptance of this Agreement’s applicable terms and conditions
with respect to such data.
Legal Entity andPrincipal Place ofBusiness
Nasdaq, Inc.
151 W. 42ndStreetNew York, NewYork 10036
USA

EntityType

Funds

DelawareCorporation

US
Dollars

DelawareCorporation

US
Dollars

FinnishcompanyEuros

NASDAQ BX
151 W. 42ndStreetNew York, NewYork 10036
USA

DelawareCorporation

US
Dollars

NASDAQ PHLXFMC Tower, Level 82929 Walnut Street
Philadelphia, PA
19104 USA

DelawareCorporation

US
Dollars

NASDAQ
Information LLC
151 W. 42ndStreetNew York, NewYork 10036
USA
NASDAQ
Nordic LTD
Fabianinkatu
14, FI-00131
Helsinki
FINLAND

Governing Laws
This Agreement shall be construed and enforced in accordance with, and thevalidity and performance hereof shall be governed by, the laws of the State
of New York, without reference to principles of conflicts of laws thereof. Any
dispute that cannot be amicably settled that arises out of this Agreement
shall be referred to arbitration and shall be conducted in accordance with therules of the American Arbitration Association. All such proceedings shall beheld in New York City, NY, and shall be conducted in the English language,
which shall also be the language of the documents.
This Agreement shall be construed and enforced in accordance with, and thevalidity and performance hereof shall be governed by, the laws of the State
of New York, without reference to principles of conflicts of laws thereof. Any
dispute that cannot be amicably settled that arises out of this Agreement
shall be referred to arbitration and shall be conducted in accordance with therules of the American Arbitration Association. All such proceedings shall beheld in New York City, NY, and shall be conducted in the English language,
which shall also be the language of the documents.
This Agreement shall be governed by and construed in accordance with thelaws of Finland. Any dispute that cannot be amicably settled that arises outof this Agreement shall be referred to arbitration and shall be conducted inaccordance with the rules for expedited arbitrations of the Arbitration
Institute of the Stockholm Chamber of Commerce. All such proceedings
shall be held in Stockholm, and shall be conducted in the English language,
which shall also be the language of the documents.
This Agreement shall be construed and enforced in accordance with, and thevalidity and performance hereof shall be governed by, the laws of the State
of New York, without reference to principles of conflicts of laws thereof. Any
dispute that cannot be amicably settled that arises out of this Agreement
shall be referred to arbitration and shall be conducted in accordance with therules of the American Arbitration Association. All such proceedings shall beheld in New York City, NY, and shall be conducted in the English language,
which shall also be the language of the documents.
This Agreement shall be construed and enforced in accordance with, and thevalidity and performance hereof shall be governed by, the laws of the State
of New York, without reference to principles of conflicts of laws thereof. Any
dispute that cannot be amicably settled that arises out of this Agreement
shall be referred to arbitration and shall be conducted in accordance with therules of the American Arbitration Association. All such proceedings shall beheld in New York City, NY, and shall be conducted in the English language,
which shall also be the language of the documents.

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NASDAQ Oslo
ASA
Vollsveien 19
PO Box 373
NO-1326 Lysaker
NORWAY

NorwegianCompany

Euros

This Agreement shall be governed by and construed in accordance with thelaws of Norway. Any dispute that cannot be amicably settled that arises outof this Agreement shall be referred to arbitration and shall be conducted inaccordance with the Norwegian Arbitration Act 2004. Unless the parties
agree otherwise such proceedings shall be held in Oslo, and shall be
conducted in the English language, which shall also be the language of the
documents. The proceedings as well as the verdict shall be confidential
between the parties, except for information which a party is required todisclose by virtue of law or governmental order.

2. Requirements of Self-Regulatory Organization; Actions To Be Taken In Fulfillment of Statutory Obligations.
(a) Distributor acknowledges that in the United States: (i) several of the Nasdaq Markets are registered with the SEC as national
securities exchanges pursuant to Section 6 of the Act, and FINRA is registered with the SEC as a national securities association
pursuant to 15A of the Act; (ii) FINRA and Nasdaq have a statutory obligation to protect investors and the public interest, andto ensure that quotation information supplied to investors and the public is fair and informative, and not discriminatory,
fictitious or misleading; (iii) Section 19(g)(1) of the Act mandates that FINRA and Nasdaq comply with the Nasdaq Requirements;(iv) Nasdaq has jurisdiction to enforce compliance with certain of the Nasdaq Requirements; (v) FINRA has jurisdiction to enforce
compliance with certain of the Nasdaq Requirements; and (vi) Nasdaq is obligated to offer terms that are not unreasonably
discriminatory between Distributors, subject to applicable Nasdaq Requirements. Accordingly, Distributor agrees that Nasdaq,
when required to do so in fulfillment of its statutory obligations, may, temporarily or permanently, unilaterally condition, modify
or terminate the right of any or all individuals or entities to receive or use the Information. Nasdaq shall undertake reasonable
efforts to notify Distributor of any such condition, modification or termination, and Distributor shall promptly comply with any
such notice within such period of time as may be determined in good faith by Nasdaq to be necessary, consistent with its
statutory obligations. Any person that receives such a notice shall have available to it such procedural protections as areprovided to it by the Act and the applicable rules thereunder.
(b) Distributor acknowledges that, in Europe, Nasdaq is obligated to offer terms that are not unreasonably discriminatory
between Distributors, subject to applicable Nasdaq Requirements. Nasdaq when required to do so in fulfillment of the its
statutory obligations, may, temporarily or permanently, unilaterally condition, modify or terminate the right of any and all
individuals or entities to receive or use the Information. NASDAQ shall notify the Distributor of any such condition, modificationor termination, and the Distributor shall promptly comply with any such notice within such period of time as may be determinedin good faith by Nasdaq to be necessary, consistent with its statutory obligations. If the Distributor receives such notice, it will
have available to it all procedural protections provided to it by statute and any applicable regulatory rules.
(c) If Distributor is a member of a Nasdaq Market, then Distributor expressly acknowledges and agrees that (i) this Agreement
does not limit or reduce in any way Distributor’s obligations and responsibilities as a member of any applicable Nasdaq Market;(ii) this Agreement does not in any way alter the procedures or standards generally applicable to disciplinary or other actions
taken by Nasdaq to enforce compliance with, or impose sanctions for violations of, the Nasdaq Requirements; and (iii) the
nonpayment of amounts due under this Agreement could result in the suspension or cancellation of Distributor's membershipin a Nasdaq Market in accordance with the Nasdaq Requirements.

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Global Data Agreement Appendix 2
Nasdaq may offer Web Access Information via a Nasdaq website. If Distributor receives such Information, the below terms
shall apply.
1. DEFINITIONS(a) “Web Access Information” means services that enable Distributor to receive certain Information through a Nasdaq website.
(b) “Security Administrator” means a security contact person designated by Distributor to Nasdaq in writing.
(c) “Security Device” means any passwords, Internal Recipient identification numbers, certificates or other form(s) ofauthentication or security used in connection with the Service as defined below. Security Device may include third party
software.
(d) “Service” means any Nasdaq services that enable Distributor to receive Web Access Information.
2. SERVICE; DISTRIBUTOR OBLIGATIONS(a) Security Devices may be provided to Distributor in connection with the provision of Service.
(b) Distributor shall designate to Nasdaq at least one Security Administrator along with a clear explanation of such a person’s
scope of authority related to the Service. Nasdaq may request clarification of the Security Administrator or object to the
Security Administrator for any reason.
(c) Distributor is required to ensure Security Administrators and Internal Subscribers adhere to the Nasdaq Requirements.
Distributor shall be responsible, under regulation, contract, tort or otherwise, for all actions or omission of a Security
Administrator an Internal Recipient (including those that would have been performed by a Security Administrator or an
Internal Recipient had one been name at the time.)(d) Distributor shall not reverse engineer, decode, decompile, attempt to tamper with, evade, discover the method of
operations or defeat and Security Device provided for use with the Service. If applicable law authorizes Distributor toperform certain types of reverse engineering or the like and declares unenforceable contractual obligations that conflictwith that law, then Distributor may only perform such reverse engineering or the like as is expressly allowed by, and in strict
compliance with, such law.
(e) Distributor shall comply, at its expense, with all reasonable security specifications or instructions of Nasdaq, in order toprevent the Service from being improperly used or accessed or the Web Access Information from being improperly takefrom any Recipient’s place of business and/or residence of business.
(f) If Distributor actually knows or discovers weakness in or about any particular reach of any Security Device provide for use
with the Service to the extent such information is not generally known to the public, Distributor shall immediately notify
Nasdaq.
3. VIRUS NOTIFICATION AND RISK

Distributor acknowledges that it is possible to contract a virus or similar “disease” by using the Internet or material downloaded
from it. Websites are inherently not as secure or reliable an environment as computers connected by dedicated lines and havebeen, in the past vulnerable, to attack by hackers and third parties. Distributor should obtain, use and update virus-checking
software routinely when Distributor is using Information or data obtained from the Internet. While Nasdaq cannot assure
Distributor that the Service will be virus- or problem-free, Nasdaq will make commercially reasonable efforts to ensure theService is virus-free. By using the Service, Distributor agrees to assume the risk of any unavailability, interruption, delay,
incompleteness or inaccuracy of the Service.

4. THIRD PARTY SOFTWARE

Nasdaq may provide Distributor with certain third-party software in connection with Distributors use of the Service. Distributor
agrees to use the software only in connection with its use of the Service and agrees to comply with all relevant United States
export restrictions. Distributor's sole remedy against Nasdaq for any errors or defects in third-party software (including, but notlimited to, intellectual property infringement claims) shall be to cease using such software and return the software to Nasdaq.
The third-party software is provided “as is” without warranty of any kind, although Nasdaq may, where applicable, pass throughany warranties it obtains from its third-party software suppliers. Nasdaq shall not be liable for any errors or defects in any thirdparty’s software (including claims of infringement).
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